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personal injury, including death, and claims tot• property damage, which may arise fronx the
<br />negligent operations of the Provider or its contractors, subcontractors, agents, employees, or
<br />other persons acting on their behalf which relates to the services described in Section I of this
<br />Agreement; and (2) from any chant that personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement,
<br />to the extent that tire injury, damages, just compensation, restitution, judicial or equitable relief is
<br />caused by the negligence of the Provider, This indemnity and hold harmless agreement applies to
<br />all claims for damages„ just compensation, restitution, judicial or equitable relief suffered, or
<br />alleged to have been suffered, by reason of the events referred to in this Section or by reason of
<br />the terms of, or effects, arising from this Agreement. City may make all reasonable decisions
<br />With respect to its representation in any legal proceeding. City agrees to defend, and shall
<br />indemnify and hold harmless the Provider, its officers, agents, employees, special counsel, and
<br />representatives from liability for injury, damages, just compensation, restitution, judicial or
<br />equitable relief caused by the negligence of the City.
<br />9. CONfIllmNTIALITi'
<br />"Confidential Information" shall include all nonpublic information disclosed directly or
<br />indirectly by one party (".Disclosing Party") to the other party ("Receiving Party") which due: to
<br />the nature of such information is reasonably understood to be confidential and/or proprietary.
<br />Confidential information includes not only written information, but also information transferred
<br />orally, visually, electronically, nr by other means. Confidential information disclosed to either
<br />party by any subsidiary and/or agent of the other party is covered by this Agreement. Neither party
<br />shall use the Confidential. Information of the other party for any purpose except to exercise its
<br />rights and performn its obligations under this Agreement. Neither party shall disclose, or permit to
<br />be disclosed, either directly or indirectly, any Confidential Information of the other party, except
<br />to employees of the Peoeiving Party with a need to know. Each party will take reasonable
<br />mneasures to protect the secrecy of, and avoid disclosure and unauthorized use of, the Confidential
<br />.Information of the other party, and will take at least those measures that it takes to protect its own
<br />Confidential Information, The foregoing obligations of non-use <md nondisclosure shall not apply
<br />to any information that (a) has been disclosed in publicly available sources; (b) is, through no fitult
<br />of the Parties disclosed in a publicly available source; (c) is in rightful possession of a Party without
<br />an obligation of confidentiality; (d) is required to be disclosed by operation of law, or (e) is
<br />independently developed by a Party without reference to information disclosed by the other Pary.
<br />S. COVID-19 ASSUMPTION OF RISK AND NVAIVER
<br />Provider acknowledges that Provider could be exposed to persons that may have COVID-
<br />19 providing services pursuant to this Agreement, Provider understands that interacting with any
<br />person currently comes with the inherent risk of exposure to COVU)-19 and that COVfl7-19 is
<br />highly contagious. Provider assumes the risks associated with providing services pursuant to this
<br />Agreement, namely potential exposure to COVED-19. Provider acknowledges that while some
<br />people have no symptoms or mild symptoms from COVID 19, some people have become seriously
<br />ill requiring hospitalization and that some people have died lion COVID-19. Provider
<br />acknowledges that persons over the age of hS and persons with underlying health conditions are
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